Intervention by Plague
by LibraryofAsh
Summary: Something has changed. The world has changed too fast for Homura Akemi, who not only woke up in her bedroom of her uncaring father's mansion instead of the hospital, but also awoke to the dead that walked. How on earth could anybody survive a world not only filled with zombies and evil people, but witches too?
1. One

_Just as a note, i've changed Carl's age to thirteen for plots sake. Also, I've changed it so that the canon events of Puella Magi Madoka Magica actually took place roughly around Georgia. I'm not a US resident so my geography will be wrong in some points. Feel free to correct me in the comments if I get anything wrong (besides what I've stated above). Everything beyond Rick Reuniting with Carl and the zombie attack will be drastically changed. Unfortunately, this work will infact replace Intervention by Bleached Fate as I do not have any drive to write it. I also feel as if I am copying another work therefore I wish to do my own thing._

 _There are also a few tweaks to Homura's parents to make this story work._

* * *

 _Carl:_

It was a normal day- well, as normal as one in a zombie apocalypse could be. Maybe it was something in the air, but Carl knew this was an important day. He couldn't place his finger on it, but something was definitely up. It was like one of those days where you knew something important was going to happen. Good or bad, shit would be going down. Following his gut's instincts had kept him alive so far, so he'd be on his toes today for sure.

The refreshing breeze carried the scent of leaves and grass through his nostrils, making him inhale deeply. Carl savored anything relaxing, as such luxuries were hard to come by. He watched with awe over the valley before him. It was beautiful, in stark comparison of the horrors of this new world.

Mother had given him the day off and allowed him to unwind. Although in his opinion, he was just wasting time that could be spent gathering food or supplies. God forbid him actually asking to go with the rest of the group to town. His mother was already unhappy with the idea of him hanging around the woods, even though he could easily run back to camp in under thirty seconds. He wasn't even that far, and could still see camp from the rock on which he sat. Carl couldn't help but roll his eyes whenever his over protective mother worried too much, but he restrained himself some times. The world had ended after all, and even he knew death could be around the corner. Even so, Carl saw no harm in living a little.

Even if the vernal breeze brought hope against his despair, there was a hopelessness rooted deep inside him. Before the Apocalypse, Carl had thought of himself as well behaved and courageous. Now he froze whenever he saw a walker and sometimes even cried. When his mother had reassured him it was a normal reaction to such horrors, he couldn't help but think lowly of himself too. He had no skills whatsoever, and couldn't defend himself if needed. Why couldn't his mother let him use a gun? If he did, maybe he wouldn't feel so helpless. It would probably be a good boost to his already low self esteem. Anything that could help him was what he wanted. Anything at all, regardless of the cost. He knew his future was bleak, considering the circumstances.

Carl almost jumped off the rock when he heard a voice behind him. No, it wasn't behind him, but everywhere at once, something in his head. Maybe all this tragedy had caused him to become mentally ill. The group had no room for someone like that, so he prayed it wasn't the case.

 _Hello there Carl Grimes, could you spare a moment? I promise you it will be worth your while._

If you were to tell him a stuffed animal would have walked up to him, he'd roll his eyes and walk away. He felt like doing the same, until his brain finally realized what had actually happened. This was an actual stuffed animal that had spoken telepathically to him. It had creepy eyes too, but it was probably just a design mistake. It was an eerie thing, something he had to be careful about. What if this was actually some mutant? That could be possible, considering the world had already gone to hell and hell knew what contaminants were polluting the earth.

He knew that probably wasn't the case, and he was probably just hallucinating. His mother had once brought him back a few textbooks from a middle school, hoping to educate him even if just by a bit.

"I have lots of time."

It was true. Besides, talking to a stuffed animal was better than being attacked by walkers. He'd take this eerie little thing over the drooling monsters any day.

 _Good, I have much to talk with you about!_

Carl snorted, this thing was so serious. But he couldn't blame the thing, everything was so serious nowadays. It was dog eat dog and nobody had time for foolishness.

"Go ahead. I'm willing to listen to a weird rabbit thing"

In his defense, Carl had no idea what animal the living plushy took after. Was it a rabbit or a cat? It seemed to be a mix of both, and even if Carl wouldn't dare admit it, he thought it was quite cute.

 _My name is Kyubey. Before Humanity fell to plague, I granted wishes to girls and turned them into Magical Girls to fight witches and protect the world. I went into hiding during the fall, but have finally returned and found you._

Carl believed him for now. It was a living stuffed animal that talked telepathically, so he really had no other choice. Had Kyubey insulted him? What kind of name was that anyway? Carl never knew if he should take offense. To him, he was obviously male, but did he really look that androgynous to others? Maybe it was a Kyubey thing and they had bad vision or whatever. The creature never seemed to have pupil's so that could have been the case. The wish part hadn't passed over him. In fact, that was what he was most curious about. Could he wish for anything? If that was the case, he would obviously wish for all the walkers to disappear.

"I'm a boy by the way. Do the wishes you grant have any limits?" Carl wanted to get right into this. The sooner he made his wish the better, he didn't care about the Magical Girl or Witch part.

 _Yes I know, but you are a good candidate for my new batch of Magical girls, except they will now be named Magi Kinder, or just a correctly gendered version of Magical Girl if it suits you. Unfortunately, wishes do have limits. The possibilities of the wish depends on your potential, which you have a higher than average amount. I'm going to tell you this now, but wishing for the world to return to normal or anything along those lines would be impossible. This plague is a set point in the universe's history and can never be rewritten. Even the powers of a god couldn't change this event. However, my wishes are otherwise limitless! I can bend reality to give you a never ending feast, or just give you a unicorn and eternal beauty._

Carl was expecting as such. He was used to disappointment by now, but still tried to find light in otherwise dark rooms. He alone couldn't bring everything back to normal, and deep down, he always knew such. But this was a once-in-a-lifetime opportunity, one he wouldn't dare waste. If he couldn't wish for his first desire, then his second would be the way to go. Eternal beauty wasn't something he wanted, but apparently this creature was used to dealing with girls. While the unicorn was appealing, he had to be smarter about his wish.

"How do these wishes work?"

Kyubey jumped up on Carl's lap, causing him to flinch slightly.

 _After I fulfill your wish, I will give you a Soul Gem, which in turns makes you an official Magical boy. Soul gems are the source of a Magi Kinder's power, so if you decide to take my offer, you should protect it. If you have a Soul Gem, you can use magic, but using magic pollutes your Soul Gems, which must be cleaned. To clean a Soul Gem, you must use a Grief Seed on it, which can be obtained after killing a witch. A witch is a curse or negative emotion that has festered inside a person and broken free. Since there is so much despair and hatred in the world now, there are even more witches than before. Witches spread despair wherever they nest, and are responsible for most suicides and other tragedies. Now they also come from regular people! Could you imagine?_

It surprisingly made sense, but it was still a lot for Carl to take in. He knew his wish was worth fighting these Witch creatures, and wasn't he also protecting them by fighting Witches? It seemed like a good deal; one to end his hopelessness. Carl already knew his wish, and was certain it was what he wanted.

"I don't want to be helpless anymore, I want to be able to protect those I care about even if I am scared"

Carl bit down on his tongue at the pain that followed. Seconds after saying his wish, Kyubey had reached his hands into him and caused an excruciating amount of pain. But if his wish came true, it was worth it. He couldn't let his mother hear his pain, as it would make her worry more than she already was. Carl would keep this a secret from her. His mother already had so much on her plate, everybody did. He didn't want to worry anymore.

Suddenly, a bronze-ish glow was cast upon him and his surroundings. A bronze colored gem in the shape of an egg floated out before him. It was gilded in what looked like gold with a deputy star shaped design at the top. The bottom of the gem had a flat circular shape, which was etched to represent a similar yet different design.

 _Carl grimes, the contract is complete. Your wish have overcome entropy. I have something of dire urgency to handle, and will be returning soon. Actually, do not use any of your power until I return For now, just turn it into a ring or whatever suits you. Will your soul gem to change forms, and it will do so._

It was probably not something to be excited about, but could he really do that? Was this even happening? Never in his wildest dreams could he ever imagine up anything of this caliber. This was a god damn apocalypse, nothing good like this could ever have been expected. Maybe miracles really did happen. This was his chance to be strong and courageous.

Carl quickly did as he told, although he was unsure of what exactly to did. Somehow he had done it right, as the Soul Gem glowed briefly before changing into a ring and falling into his open palms.

It looked really cool. It looked to be silver, as the color was slightly different from normal metal. It wasn't even tarnish and rusted like everything else in the world. It was amazing. There were weird letters on the back, like a foreign language. He could count four characters, but couldn't read them. The words felt familiar to him, but scrambled in some way. He flipped it over, and the small badge shaped gem glimmered in the sun. It was the same pattern on his soul gem, also sharing the same color color. The ring was simple and sturdy looking, it was thick. Even though it was simple, it had its own sort of elegance to it.

There was nothing left to see from the ring, so it was put on quickly. Carl shook his hand to see if it would come off his left middle finger. It stayed put; he had figured so. It was perfectly sized for his smaller than normal hands. It felt snug on him, and made him feel safe. It was now that he noticed the brown star shape on his nail. It was odd, as boys traditionally never wore nail paint. However, he didn't really care. It was a trivial matter to him, yet it never bothered him too much as boys never traditionally became magical.

Carl could barely containment his excutement when he returned to the camp. A few eyebrows were raised at his ring, and a few inquired about its origins. He hadn't planned for this, so he lied about finding it in the woods and painting his nail with a marker. A twinge of uncertainty went though him when he felt Sophia's eyes on the ring, but she only looked at it with large sparkling oness. Maybe she could become a Magi Kinder too!

 _I-I-I-I-I-I_

Homura Akemi woke with a start. Panic coursed through her. She had been dreaming, that shouldn't have happened. She was normally woken by a nurse, but that nurse was nowhere to be found. Just how long had she slept? She prayed to any god that would listen that she hadn't passed her month deadline. Homura had no idea what would change if she returned one day later. She'd miss the day where she was usually introduced, which usually had Kyubey first attempting to contract her.

No, she was only jumping to conclusions. She had not been in a coma or anything of the like, as she had fortified her body using magic and had probably just overslept by a few hours. Everything was fine, there was nothing to worry about. Besides, if she had infact been in a comatose state, she'd be hearing the beep of machinery and nurses rushing in to talk to her. This had occurred to her many times before she contracted, so the procedure was familiar. A weak heart put a lot of strain on the body and brain.

In her panicked state, she hadn't originally noticed the familiar room, but now dread was filling her once more as she came down from her original panic.

This was her actual bedroom, the one in her father's house. Maybe that was why she never noticed it at first, as she had been originally used to waking up there. Even though her purple quilted blanket usually provided her comfort, it wasn't doing anything of that sort.

It was creepily nostalgic. Having a second floor room provided many advantages, an increased line of sight was one of them. From the ajar window, she could hear and see many birds flying around the property. There never were this many avian creatures in the lonely forest she remembered. There had to be at least one hundred. Suddenly, they all sprung from the wire on which they perched and had swiftly took flight. Something had disturbed their silence.

But why was it so silent? Homura craned her head to check the time at her bedside clock, but it wasn't displaying anything. It had been turned off. Why? Her father's mansion had many generators to ensure electricity. Something was off, including the fact that she was at her father's mansion. If she had been taken out of the hospital for some reason, it would have been her mother. Homura knew her father was beyond caring, which made this all the more strange.

Maybe her first coma theory was correct, but that still wouldn't explain why she was in her father's mansion. It was too far away from any medical distance for a comatose patient. Reclusive-ness was the name of her Father's game, he preferred to have a large property in the woods away from everyone else.

She still had her ring, which meant she had still contracted. If she had contracted then she should have woken up in the hospital. What could have caused such a divergence from normal? The tropes about being wary of time travel to the past were correct, but it was Homura's only goal to change the future. Even if she did do something to change the future, it shouldn't have affected anything when she reset the world.

Homura slowly rose from bed, almost falling down as she took her first step with her atrophied muscles. Her sturdy nightstand was what kept her upright. She looked down at the outfit worn by her, it was a sleeping gown of sorts. It was fancier than anything the wardrobe of her lonely apartment in town contained.

Regardless, Homura undressed and searched the drawers for an outfit. These weren't her clothes, but yet they were all her size. Had somebody bought these for her? Could it have been her father? No, it couldn't have been, but her mother certainly wouldn't be able to afford the brand that Homura recalled being way too overpriced.

She brought the clothing with her into the on-suite bathroom. Although, something was nagging at her. Why hadn't the grass been cut? She saw it when she first glanced out of the window, but her foggy mind hadn't found anything wrong. Her father was a man of order anf perfection. An unruly lawn would never happen as long as her father was around, so where was he? Shouldn't somebody have checked up on her or have heard the noises she made?

Homura wished to shower for two reasons. One, so that she can get clean, and two so that she could calmly alert to any others that she is awake. She debated whether there could be enemies nearby, but whoever brought her to this home had no foul intentions, or she probably wouldn't have woken up. When she checked her body for any injuries or suspicious markings, all she found was fair skin.

No water was coming from the shower head, nor any of the faucets. Homura felt more than uneasy. She wanted to leave this place immediately, something wasn't right. She quickly dressed herself and went for the door that lead out of her room. She jiggled the stiff handle and pushed, only for the door to be caught. The jingling of the chains barring the door shut seemed to be mocking her.

It wasn't a big deal, she could leave by the window and jump down in magical girl form to avoid injury. Homura was leaving for sure, and in all honesty, she had no idea what to do. This wasn't like anything she had ever dealt with, so she was completely blind in this unknown situation.

Although the window was stiff and required a bit of jiggling to push open, she could easily fit through the large antique window. Why her father bought and used worn pieces of everything was unknown, he had many strange hobbies, none of which she even tried to understand.

Homura briskly transformed and hopped from the roof. She landed elegantly in the long grass mixed with wildflowers, and gasped loudly at the sight. The house had fallen into disrepair, plants were growing up the sides as if the meadow was fighting back and reclaiming its land. It was strangely beautiful in a way.

All of the confusion racing around her brain screeched to a halt when she saw the white haired Incubator jump up from behind a rock and land on the cracked and no-longer-working fountain.

* * *

Please review with constructive criticism. If you enjoyed this chapter, please state why in your review along with any other problems you find. This ensures that the problem will be likely fixed and my writing quality will improve. I will try to update weekly and updates may come earlier or later depending on what is going on in my life.


	2. Two

_(A/N~ Some of the information presented in this chapter may be innacurate, but i've used the wiki as much as I can to fully emerge my very few readers. If anything is too troubling, I'd appreciate it if you'd leave a comment explaining what and why. I'd also like to apologize for the late chapter, although I'll probably be posting updates every friday)_

 _Homura Akemi:_

The demon strode out before her. It paced elegantly along the rim of the worn down concrete fountain. Its gaze was analyzing, but that was to be expected. What did this creature want, and how did it find her so fast? Maybe the incubator just happened to be near her father's mansion. No, that was unlikely. There were no such things as coincidences, at least, not when Incubators were involved. Hatred coursed through her. All of her suffering and trouble was caused by that magenta eyed serial killer. That's what it would be called, considering it was responsible for the death of girls all through human history. What did this horseman of despair want?

It didn't matter, she wanted it dead. Kyubey died so easily. His body was quite fragile, but he had many copies. It was annoying, why couldn't the creature just stay dead? Maybe entropy wasn't that bad, if this was the cost of delaying it. The creature was now laying lifeless with a bullet hole between its eyes. And that's how she thought it should be.

Predictable. Kyubey jumped from the roof of her father's mansion and onto the cracked pavement beside her, before gobbling up his previous vessel. He looked up at her, his empty eyes meeting her stoic ones.

 _Why are you being hostile towards me. No, I should be asking why you are a magical girl. A large percentage of them- if not all, have fallen during the outbreak. Since there are so few, I know each and every one of them that are alive. You are not one of them, Homura Akemi._

There were numerous things Kyubey said that pissed her off. Why was he acting as if she was the evil one? She was exterminating pests to mankind. The incubators were predators and needed to be dealt with. Barely anybody else knew of this unseen enemy, Homura was basically doing god's work.

That bit of information hadn't passed her though. What was the outbreak, and was it connected to her different awakening? It was likely, considering there was nothing of the sorts in her previous time lines. Kyubey hadn't spoken a word about it or anything related. Not ever. What could it have been that killed all of the magical girls? Was it Walpurgisnacht?

"I'm sorry, my hand slipped because you frightened me. Tell me more about the outbreak."

Homura was scolding herself. She shouldn't have attacked kyubey, who might have told her valuable information about whatever was going on. He probably never believed her bad excuse anyway. What sort of person got scared by an ironically cute creature multiple moments after it originally had showed up?

 _You seem quite upset at me. However I won't press the matter any further. If you must know, the outbreak was a pandemic that killed quickly and reanimated the dead. Most of the human population have perished, but there are a few survivors._

She needed a moment to think over the words previously spoken. So basically everyone is dead and zombies? Normally, she would have laughed it off, but this was quite concerning. Watching zombie shows was nice, but actually living one wouldn't be. She knew how tough things could get, and those were only situations appropriate to show on television. This was no laughing matter, besides, how was she going to clean her soul gem if mostly all of the magical girls have perished?

"How are humans infected?" Homura inquired, wanting to know to keep herself safe.

Kyubey paused, as if deciding if telling her would be a good idea. This caused Homura to be weary of anything it would be saying, even more so than usual. Besides, from how media portrayed them, the infection was probably spread by fluids. She just had to avoid being caught. That was only a guess, because it was very unlikely a virus from a TV show would happen to appear and kill everyone in the world. That begged another question, why now? She should be back at her hospital room, and none of this should be happening. Her month should be normal, well, as normal for a magical girl of course. Maybe there was something she did, like stir in her sleep and knock over a nurse holding a bacteria sample. That was the most probable and likely thing she could come up with, considering the plague would definitely have been caused directly or indirectly by her.

 _All bodily fluids. Avoid being bitten or scratched and you will be fine._

She figured it would be like this. However, it was an uncanny coincidence that the virus had all of the tropes from the most famous zombie themed media. Was it a coincidence at all? Maybe it was some sort of bio chemistry attack that she inadvertently caused.

"Thank you for the valuable information. Do you have any idea where we are or where I can find supplies?"

Unfortunately, Homura hadn't been to this home in a decade, the last time she slept here was in elementary school, and she never remembered too much from that period of time.

Kyubey swished its tail before responding.

 _You are in the outskirts of Georgia and on the Akemi estate. You should be able to find a surplus of supplies in this mansion, but you may run into the infected! However If you fight witches and bring me a grief seed, I can use the energy left over after I consume it to make food and supplies out of thin air! You even get a grief seed to clean your soul gem along with extra rewards. Its much better than risking becoming infected, right? I think it would be better for you to find a witch first so you can get some supplies before trying to loot this mansion._

So incubators were evil even during an apocalypse? It figured, she expected nothing less of the scum. She'd prefer to be infected than die at the hands of a witch. They were horrid and always consumed the body. At least if she was sick her body would be found, even if reanimated and causing grief for others.

Kyubey's previous statement raised more questions than answers. How did witches even exist anymore? He said that most of them had been killed, which was probably code for hatched, but shouldn't Kyubey understand that with the population at such a low, risking the life of young females was too much of a risk? What if the incubators took off more than they could chew and ended up killing off the human race by removing the new female adolescents? It was bugging her, they should know better than that, because if the human race was unable to produce more females, then they wouldn't hatch into witches and prolong the life of the universe.

Homura was sick of feigning ignorance. She needed Kyubey to know her stance, she wasn't going to be tricked this time.

"No, becoming a zombie is far more favorable than what you have in store for those innocent children."

Homura spoke angrily with a tone she never even knew she had. It was as if she was holding herself responsible for every time something went wrong in each of her timelines.

Kyubey cocked its head, probably intrigued. However, it was quite difficult to find any emotion at all on the creature. Its eyes were always empty and beady, therefore impossible to tell what it was feeling. It was a fitting trait, for creatures unable to feel emotion.

 _What would that be, Homura Akemi?_

She hated hearing her name spoken by that creature. It never deserved to even know her name. It was a filth that plagued the history of Humanity. Worse than any plague or disaster known to mankind, these creatures planed to continue on forever.

"The final form of Magical Girls. Witches."

Her words were absolute, like a gavel sentencing a convict to death. That truth had been known to her since the very first timelines. It had always plagued and raged on in a dark corner of her mind. Would she eventually become what she feared most? It would happen to her eventually, and she knew that too. Yet that was what she dreaded the most, becoming a witch and hurting her friends. What was being a witch like anyway? It seemed really painful, as most witches seemed to be suffering. She couldn't tell just by looking, but something like a whisper in the back of her mind told her so. Didn't witches lose the memory of their previous life? That was something she was conflicted about. Wouldn't it be better for everyone just to forget about her so she'd never fail to save anyone again?

The incubator wasn't long responding, as if he was expecting her to already know.

 _How do you know this information?_

She didn't even bother to look back. Homura Akemi had been down this overgrown stone pathway before as a child and had a slight idea of where she was heading. This path would lead her to the driveway which led to a road who she knew would take her to a highway. She had all the protection she needed in her shield, but would witches really be that easy to find? If most of the magical girls had fallen, which probably meant finished incubating, then that would mean the witches had a long time to fester and grow stronger on Human energy.

Homura regretted saying anything, but her hatred had blinded her from thinking straight. Now Kyubey would be on her back, why had she lashed out? This was too much. Kyubey was staring at her again, and she wanted nothing more than to go stomp on its head to get her anger out. She'd never do that of course, because letting her emotions show was dangerous, so she needed to hide behind her stoic mask that was always to be worn.

Kyubey darted out from a bush, and to be honest, she was quite relieved. Of course Homura would never admit it out loud, but she needed help. This new world was unknown to her, and going out blind was too risky. What if she got infected? Would her time reversing powers save her, or not? She was usually the only thing not affected by the time loop, so did that mean the sickness would also remain unaffected?

 _I can only try to understand your anger towards me, but for the most part, its illogical. However I could use an experienced magical girl to keep the witch population under control. I'm unsure if you are aware of this, but witches are much more different now. They can be called warlocks too, considering I have already contracted an adolescent male and are planning to recruit more of both genders. I would normally only contract females, considering they mature faster and are more emotional during that stage. Since there are so few adolescents at all, I've decided to also contract males but give them a slight boost as their wishes aren't as potent as one made by a female._

It made sense, but in a horrible twisted way. All of the normal children had already died or were dying, so that just meant Kyubey had to steal away so many others. The fate of humanity did look grim, but there was really nothing she could do. The damage had already been done, so even if she did rewind time, she could only go back a month. And from what she could tell, her sleep had been much longer than so.

Although, maybe she was overreacting, because she really hadn't seen the state of the world, and only her immediate but run down surroundings.

Maybe she'd finally get to live a normal life, but she knew that would never happen. Homura would never dwell on the thought too long, as she regularly feared falling into despair. She had tried seeing a therapist to keep her sanity, but one could only do so much lying before their therapist would quit. After all, they couldn't solve your problems if they never knew about them. That's why she wanted to be friends with everyone at first.

Homura was going to respond apathetically, but Kyubey beat her to it.

 _There are three kinds of witches now. The first kind, Survivor Witches are from normal people who have given into despair or have been overcome by a negative emotion. These are the weakest of the three, because they do not have such energy as a Magi Kinder, which is a non gendered version of magical girl or boy. Second, are the normal Witches. They are magical boys or girls that have fallen into despair and hatched into witches, and are the second strongest. Last of all and most frightening and strong, are the Fallen Witches, who used to be magical girls before the plague until they hatched right at the start. Since I haven't contracted any Magic kinder since the outbreak, they have been left to fester and grow stronger. They are a force to be reckoned with, and are dangerously strong. For your information, Witches will also target zombies in large quantities as they are very weak prey and require little to not effort to kiss. Zombies still retain their souls by the way, but they are locked away within the dead body controlled by the plague. As long as the body is still alive, then so is the soul. Even if the body is still alive by other means, then so is the soul._

Although Homura was unsure of the Validity of wha Kyubey spoke, it did sound logical and true. That didn't mean the Incubator wasn't holding any information back. She wouldn't bother asking for any other bits of info, because it wouldn't be told to her anyway. Kyubey would probably tell her the information wasn't important at the time or something in similar words. Survivor Witches shouldn't exist, considering witches were only born from Puella Magi or whatever the Incubator called it now.

Maybe the world was so devestated and filled with grief and despair that someone's soul could turn into a grief seed and hatch. Considering the fact that her soul had been turned into a soul gem, it was possible it could also turn straight into a grief seed and skip the soul gem step.

 _This is only a theory, because I haven't seen one for myself, but the Fallen Witches could be able to appear outside of a labyrinth. There was a witch like that before the plague, but it had been killed just before the plague began._

Walpurgisnacht? Somebody had killed Walpurgisnacht? No, the Incubator must have been talking about some other witch, because the only thing she knew could really kill the world stage witch was Madoka.. Homura stopped herself from lingering on that thought for too long, she knew what would happen if she gave into the familiar tug whenever Madoka died in any of her time-lines. While most magical girls were fully consumed by that pulling sensation, Homura had learned to ignore it whenever it made itself known. That was why she hadn't turned into a witch yet, that strength was the only thing keeping her soul gem as a soul gem, and also cleaning it of course.

 _I can bring you to my first Magi Kinder if you'd like. He has a group of survivors that are likely to take you in so you can survive together. His power as Magi Kinder is strong, so I'm sure you'd be able to become good partners. It would be best for you to return her for supplies when have more people._

Homura wouldn't become his partner. She'd still go with them though, any experienced people that could survive in this world could also help her, hopefully everything about this new world was known to at least a few people.. Either way, she had vowed to only care for one person, Madoka. But if she had been defeated after killing Walpurgisnacht, did that rule still apply? She needed to know exactly who had killed the witch and when. She'd still go with them though, any experienced people that could survive in this world could also help her, who didn't know everything about this new world

"Who had killed the strong witch, and when?"

Kyubey cocked his head, trying to figure out why Homura had asked that question. She tried to make her question as neutral as possible, so the Incubator wouldn't gain any information about her just from unnecessary words. She had been that way too other normal people too, out of habit and also to prevent anyone from distracting her by trying to be friends. If she appeared cold and boring, then nobody would try and befriend her, thus distracting her from her one goal, saving Madoka. Was this rule nullified now too? Even if it turned out it was Madoka who had already sacrificed herself, unnecessary words just put her at risk of letting emotion run free, which would eventually lead to her downfall that all Magi kinder face.

 _Madoka Kaname. Just before the outbreak began. Roughly a year, give or take._

That same tug was back, and now it was stronger than before. Everything in her fought it, and it was easily defeated, considering her soul gem was perfectly clean, save for a slightly pinprick of black caused by her transformation. Homura held back a sob as she undid her transformation and flipped her hair, using the motion to sneakily wipe away a tear that had formed. This was it. Madoka was dead. Homura could hardly believe it, but why hadn't she turned into a witch yet? She couldn't even feel a curse forming, why hadn't she hatched?

 _I wont pry, but you seem to know her. If it makes you feel any better, she died but her sacrifice will save millions of people who would have otherwise been killed by the witch, and also a few magical girls too._

No, it didn't matter, because Madoka was still dead and there was nothing she could do about it. In all honesty, now that she thought about it, the only thing that kept her curse from growing was that she still thought she'd be able to save her.

"Before we go, I have one question for you. How do I make my magic stronger?"

If her magic could improve, then that meant she could probably make her magic strong enough to go back even further than a month. This was her anchor, anchor against despair.

 _Yes, whenever a grief seed is used on a soul gem and its corruption disappears, the gem is strengthened, and therefore the user strengthens and so does their magic. I can feel you are a strong Magical girl, surely you must feel some sort of change._

Now that she thought about it, Homura Akemi did feel a change. She had gradually been able to stop time for longer and longer, and accomplish more in the time stasis. Her shield was also able to store more than when she was a rookie, but she chalked that up to experience and no actual physical change. Homura hadn't attempted to go back further than a month, because that's as far as she knew she could go. What Kyubey said had fascinated her, so did that mean she was currently able to travel back further than a month and eventually go back far enough to save Madoka again? The possibility excited her, even if she had to wait a grueling month before the sands completely returned and she'd be able to reverse time.

 _II-II-II-II-II-II_

 _Carl Grimes:_

 _Carl was always impatient, especially while waiting for a magical creature to come back so he'd get to use his superpowers. He had began to think it was all a dream of sorts, but he quickly changed the form of his ring and played around with what it could be to solidify that this was actually happening. It took basically any form he wanted, as long as it was smaller than the original gem of course._

 _A brooch was too old-lady-like for him, but it did look nice. An amulet was nice too, but he hated the feeling of anything around his neck, it felt suffocating. The bracelet was just plain ugly, as it looked like one of those hospital medical alert things. He stuck with the ring, as it was the simplest and nicest looking thing, besides, he didn't know how to explain how he lost a ring and ended up with a new piece of jewelry that had the same designs._

 _His mother wanted to take a look at it, so he nervously agreed. If he were to act strange, then it would raise suspicions, but he trusted his mother anyway so he didn't have to worry about protecting it because she'd only have it for a few seconds. She complimented it and said it looked nice, and he was lucky because it matched his cowboy hat. However she found the writing at the bottom strange and voiced her opinion on it to him. Carl shrugged in response, he didn't know why the runes were so weird._

 _Carl slipped the ring back on his left hand and exited the tent, after hearing his mother warning him explicitly to remain on camp and be safe of course. He knew how dangerous it could be, and appreciated his mother's worry. She had told him that meant that she cared, which actually made a lot of sense now that he thought about it._

 _Waiting was seriously dragging him down, so that only made his anxiousness rise. What if Kyubey never returned? If that happened, would he ever learn to use his powers and fight Witches? What about warlocks, where they any different? What if Kyubey had returned, but hadn't seen him or he hadn't seen him? Carl assumed Kyubey was male, considering its voice sounded masculine yet innocent and soft in nature._

 _Carl wanted to be the first one to see the creature, just in case one of the group people shot it accidentally thinking it was some kind of walker. Now Carl knew it didn't look like a walker, but everybody was tense nowadays, so they'd probably just shoot first out of instinct. That was something which would probably spell the end of his soon to come heroism. He'd never be able to protect anyone if Kyubey was killed._

 _He searched the campsite for a vantage point he could use to spot Kyubey first. It was the RV that caught his eye. Dale was lounging there on top with a pair of binoculars in hand. He was shielded from the sun with a red and white striped parasol. It looked relaxing, but he posed a thread. It was likely he'd be the first one to spot Kyubey if any. He was a smart guy, but that just meant he wouldn't think of it as some sort of walker hybrid, which was even more dangerous. He feared Dale figuring out his secret, he was very intelligent and logical. If anybody found out, so would his mother, and if his mother found out, she'd worry about his safety and wouldn't let him protect them regardless of his powers._

 _Climbing the ladder at the back of the RV was easier than he remembered. His hands never felt sore and his muscles never ached after he hauled himself up. He moved swiftly enough to surprise himself, the look on Carl's face giving away his astonishment to the older man who had put down his binoculars and was now raising an eyebrow to him. He was probably expecting an explanation as to why he had climbed up, and why there was a surprised look on his face. Maybe he thought there was some sort of danger, but Carl quickly relaxed his expression to a more neutral one to hopefully quell his worries._

 _"I'm sure your mother doesn't want you up here. What if you fell and broke a bone, what would we do?"_

 _Carl hated it when adults thought he was a little kid, but that was to be expected of course. Even though the disaster and walkers had matured him mentally by a few years, he still retained a few childish characteristics although he'd never admit it. He'd be careful enough not to fall off, but that wouldn't happen anyway, and couldn't he use his magic to heal himself up? It was magic after all, but he never knew exactly what it was his power could do. Falling wasn't really a threat anyway, as the fall was only really two meters or so._

 _The boy stood proud on top of the vehicle, he could feel the vernal breeze once more brushing against his face and arms. He looked down to Shane, who had been splitting a log. Shane gave him a thumbs up, which really meant a lot. Carl thought of Shane as a father figure, as his real father had passed away. He didn't like thinking about it or talking about it to either his mother or Shane, it made them upset. However he did talk about him sometimes to Sophia and Amy._

 _He stumbled slightly, but regained his balance. He dreadfully looked back to Dale who simply shook his head back at him._

 _Suddenly, Dale whipped the vision enhancing tool to his eye and focused in on one spot, where Carl could see something red moving along with something white. Where they cars, had the group returned? There was also a sound that had been creeping up on him. At first, Carl thought it to be a side effect of the magic, but now he could hear the car alarm loud and clear._

 _Dale's voice was surprisingly energetic._

 _"Everybody! They're back!"_


	3. Three

_~(A/N) I hope these updates are quick enough to keep you interested, but I like to take my time in writing and review it so I don't make any weird mistakes. Thank you for reading this far.~_

* * *

 _Homura Akemi (Before Rick returned to the camp):_

Homura always liked quiet. It helped her focus and allowed her brain to calm itself from everyday stress. This highway was quiet too, oddly so. Why weren't there any cars? There were cars of course, but she knew those abandoned and rusty ones with broken windows hadn't been occupied in a while, so why hadn't they been moved? Maybe this part of the highway was abandoned or something, maybe it was some kind of hazardous pollutant like radiation. Although, that was unlikely seeing as she would have grown an extra head or something while she was comatose.

Where did everyone go? Homura was hoping the plague wasn't as bad as she originally hoped. But things were looking grim, so she could only slowly walk down the road with an Incubator by her side. She considered hitchhiking, but remembered that this road hasn't probably seen any travels since whenever the plague started. It was likely that whatever virus or bacteria had caused the sickness, had gotten to the people of Georgia.

She held that thought in her brain, did this mean that Mami, Sayaka and Kyouko had also perished? Considering Kyubey said there were barely any other Magi Kinder or whatever alive, it was likely they were all infected. However, what if one of them had turned into a witch and was now a Fallen Witch? If that was the case- a scary case indeed, then it would have probably been Mami. She was always the most emotional, with the weakest heart, mentally of course.

It was herself that originally had the weak heart physically, so she had to laugh mentally at her own joke of course. Just because she wouldn't show emotion, didn't mean she never experienced it. She really only laughed so she could brush of the grief she felt at her fallen friends. Even though saving Madoka used to be the highest priority on her list, she still cared for her peers.

The emptiness and serenity of the run down and abandoned highway was actually quite beautiful. She had just passed a bridge of sorts that had an excellent view of a valley cut with a river. She always felt this way about post apocalyptic settings in media, they were always so perfect. Although now she was taking it a lot more seriously, as she was expecting a zombie to pop out of nowhere. This was troubling, why hadn't she run into anything?

"Kyubey. Why haven't I run into any infected?"

The creature at her side stalked along a broken wheel that looked to have been ripped off a truck. She inspected the vehicle carefully. Maybe she'd have to keep her eyes out for supplies, that's what everyone usually did from the zombie media she remembered. Actually, why hadn't she been looking for valuable objects? It was obvious she had nothing, and would need to eat soon otherwise her soul gem would consume magic if she ever got so hungry that her body was in harm's way.

 _The reanimated are attracted to sound and smell. A living body gives off specific pheromones that are detectable by the infected, thus attracted. You clearly already know this, but since your actual soul is a soul gem, and your body is only a host, it stopped giving off pheromones as soon as you or any others make the contract. Since the undead know your body is deceased, they will ignore it as a credible source of sound, something they also use to track prey. I hope this is sufficient._

Everything Kyubey had said so far seemed right, logically so, but why did she feel so weird about it? It felt like she never belonged in this world, but she quickly dismissed that idea. It was probably just that she wasn't used to the emptiness yet. Yes, that was exactly her problem. Kyubey wasn't helping her loneliness, in fact he was making it considerably worse. That creature just put that effect on other people. It was probably a side effect of being so goddamn creepy.

Her feet were getting tired, which was something surprising, considering she had a soul gem after all. Normally nothing physically exerted her anymore, except for magic of course. Her strengthened body would have been easily able to walk thirty miles, but she had eventually walked around forty. Huh, she had never run into this problem before, probably because she had never walked that far in her life. She really wanted a ride.

Homura normally hated wishes, because of the whole contract thing, but apparently hers had been answered. Approaching from a distance, she could hear the sounds of a car alarm. This was confusing, because weren't zombies attracted to noise or something? Why would a person put themselves at risk of driving a car that had its car alarm beeping. Maybe he was a distraction or something while other people escaped. That was a logical conclusion, as she had learned battle tactics over numerous time-lines. She tensed as the noise drew closer. Her magically upgraded ears could also hear another car- transport truck, approaching.

A world in ruin by infection probably didn't have any law enforcement, thus brutality probably ran rampant. She couldn't really get upset, because Homura would do anything she could to survive in order to protect Madoka, that's why she was still here trying to strengthen her magic enough to travel back. A young girl travelling alone on a highway was sure to catch a few stares, so she'd have to put on extra stoicism to make it clear that she meant business. Her number one pet peeve- well fourth actually, would be when adults treat her like a child. She was more mature than any one of them could be.

She could see a man driving the red sports car at an unreasonably fast speed. The car looked nice, and had two black stripes running up the front. How useful would a loud sports car be in an apocalypse? They were probably a waste of gas. However, the large white transport truck trailing behind it was probably a better decision. Although she was too late to hide in the bushes, as the Asian man driving the car had already made surprised eye contact with her. His car skidded to a stop, causing the one behind it to swerve out a bit before stopping too.

 _Homura, be careful. I do not know the intentions of these people, however they are unlikely to be good. The apocalypse can bring out the worst in people. Desperation drives people to illogical and immoral things, well immoral by human standards anyway._

Her eyes analyzed the man before her. He didn't seem too intimidating, nor did he look evil. She wouldn't fall for that though, as she had learned from Charlotte not to judge a book by its cover. An innocent appearance could hide the evilest of creatures. There was a frustrated yell by a masculine voice. It sounded Latino in origin.

"Heyyyy whyd'ya stop the car? Hit a walker?"

Homura didn't respond, this question was not directed to her. She had only been noticed by the Asian man in the sports car with an annoyingly loud alarm. She was close to the woods, and would be easily missed unless they were looking for humanoid shapes in particular. Maybe that was why she was noticed. Regardless, there was no hiding now, she'd just have to hope they weren't too evil. No matter how many times she had to put down a fellow magical girl, it always broke her heart to purposefully harm another human being. Even if it was to prevent one of her magical girl friends from hatching, it still made her sob on the inside, and sometimes even out.

"No, there's a girl here. She's only a kid and is alone."

The guy in the car was talking to the Latino voice in the white truck. She couldn't see the driver in the white truck, but the guy driving the sports car had a sweet sounding youthful voice. He couldn't have been more than twenty three years old. Even if the guy had a refreshing voice, he was still assuming her to be a child, which was entirely correct of course, but that didn't mean she liked being called one.

The Latino voice called out.

"Oh Jesus, Lee, is she infected?"

Homura knew from what had been told to her that no, she wasn't infected, but how would she prove it to these people? They didn't seem too bad, as they hadn't made any concerning remarks that would set her on edge. In order to make that known, she slowly approached the red car. The man, who she assumed to be Lee, looked at her with suspicion. There was a hint of concern in his eyes, it seemed genuine.

Her words were cool and calm, sounding as if coming from an adult instead of a serious looking teenage girl.

"I am not infected. I am only seeking refuge. I could only survive on my own for so long even if I am quite able to do so."

Lee stared blankly for a few seconds, then looked as if he had considered this before popping the lock on the car doors and swinging it open. He undid his seat belt and slowly approached. His clothing was tattered and dirty, compared to her clean and pretty looking outfit. Maybe that raised his suspicions, as he had stopped his approaching steps. Instead, he stood still, as if afraid to make any sudden movements. He was about to say something, but the sound of a car door opening and slamming shut rang out into the air. She could hear the sound of another person approaching. Homura backed up slightly; unsure.

The man who had approached her spoke in slow calming words, as if talking to a puppy. It was sweet, but honestly kind of insulting. He had a heavy accent, something her peers surprisingly lacked.

"We're not going to hurt you. We have a bunch of survivors in the back and are heading back to our camp. This is just a car we found in the city."

What camp were they talking about? Could it have been the one that had the Magical Boy? If so, she would be joining them, even if she had to strap herself to the roof of the large white van. Even if she didn't really know hot to ask without sounding weird, she'd do it anyway. It was worth the risk of getting into the van of some random strangers.

The unknown person approaching turned out to a middle aged man. He was wearing a police officer uniform, his eyes went wide when theirs met. He approached just as carefully as the other, obviously afraid of spooking her. She scoffed, it would take more than that to scare her.

"Are you okay girl?"

Homura took a few seconds to decide what she would say. Her idle hands went to flip her hair over her shoulder, that action always helped her concentrate. She never nodded, instead, she answered with hollow words.

"I'm fine and uninfected. I'm seeking a ride with your group as I am in dire need of a team. Do you have any children in yours? I've been lonely lately, and someone around my age would be great."

She analyzed their reactions carefully. Any information on their hidden feelings would be good for later use. Homura knew the look that quickly flashed upon the sheriff's face. It was grief; she knew that look of someone remembering a lost one. It was a look she always saw in the mirror. As quickly as the expression made itself known, was how quickly it disappeared, only to be replaced with a cocked eyebrow. This man had lost someone, presumably a child.

Lee was the first one to respond. His voice had a tinge of disbelief to it, although it was probably because you just didn't find people walking along a highway during a zombie apocalypse.

"Uh wow, and yea we do. Sorry, its just really uncommon to find someone surviving by themselves, let alone someone your age."

That made sense. Normally a mundane child wouldn't have survived alone, that she was sure. A normal child would have probably already been infected already, or worse. Homura sighed, she'd have to get used to being treated like a child from now on, but at least this group probably belonged to a camp that had the magical boy with them. Even with all of this combined, she wouldn't be dropping her guard any time soon. Groups in a zombie apocalypse had been known to her as not very stable. There were bound to be fights soon, and she'd be taking neutral sides in each of them. It was better that way.

Kyubey jumped on her shoulder, he had been quiet this whole time. He had been very observant so far, and she had almost forgotten nobody else could see him except for her, and that other magical boy of course. Maybe the incubator knew something about them that she didn't. It would have to remain as unknown intelligence, because she'd look insane talking to something on her shoulder that was invisible to everyone else.

Of course the older man was asking her questions. It was only natural to be suspicious of a girl you find on the side of a road asking for a ride.

"How did you survive on your own?"

This was a question she was only half prepared for. She knew the question would come, but had prepared for other more likely questions and had waited on this one as it was something that would have likely been asked later. This wasn't a bad thing though, as it just meant the party had some smart people at least. Maybe this guy was just paranoid though, he could just be some conspirator paranoiac.

"I was surviving with my Father at our mansion. He has gone missing and I got tired of waiting so I went out looking for him. I'm looking for him now but would prefer to no longer be alone."

This got another eyebrow raised, this time from Lee.

"Sure you can come with, this may sound creepy or whatever, but the rest of our group is in the back of the white van. I normally go alone on scavenge runs alone, but some people wanted to come along. We picked up another new guy along the way. He's awesome by the way, even if a bit assertive. His name is Rick and he is the oldie right next to me."

Rick shot him a look, as if judging him harshly. Hopefully this Rick guy wasn't too much of an over protective type. She wouldn't be getting out to gather grief seeds if he was constantly breathing down her neck. Although the new guy part was particularly troubling. What if he was some sort of evil guy and would slit their necks while they slept? They probably didn't know him very well, but she had no right to judge. Homura was in the exact same position as him.

Lee shrugged his shoulders before explaining and asking for her name.

"Look, i'm sure she won't cause us any trouble. Even if she did, no offense or anything, but its not like she'd be able to accomplish much. Anyway, what's your name? Mine is Lee and you already know this old guy's name."

Yes, she'd be getting used to being treated as a child very quickly, or else she'd probably snap at one of them resulting in a conflict she could have easily avoided. There was no harm in giving away her name, its not like identity theft existed in the zombie apocalypse.

"My name is Homura Akemi. My mother was white and my father was a Japanese businessman that wanted to live the American dream along with his high school friends. He preferred I have a more traditional name, and my mother wanted me to keep my culture. I don't really care about my name though, it could matter less."

Normally, Homura wouldn't use that many words, but she'd rather get an explanation off her chest before people started asking questions. They always did, and it was something she hated her parents for naming her. She lived in a western country, so why couldn't she have a western name? It was annoying to answer the same question over and over again to her numerous classmates and teachers. It only drew attention to her, which made her Magi Kinder duties more difficult to accomplish stealthily. What kind of japanese name was Homura anyway? It wasn't enough that her name was different than everyone elses in America, but also her homeland? She normally never cared much about her parents anymore, but she held a slight anger towards them for naming her so.

The two men looked at each other, she knew what they were thinking, but only flipped her hair in order to prevent herself from saying anything harsh related to their opinions on her name. The deputy sheriff guy or whatever he was motioned back towards the truck, before saying.

"You can come. What kind of person would leave a young girl alone in this horrible world?"

Homura followed the other male to the van, feeling a bit more relaxed than earlier. She was pretty sure Kyubey had fallen asleep on her shoulder, he was being really quiet for some reason. It was troubling, but she quickly dismissed the thought. She had other more important things to focus on at the moment. A scheming Incubator was the least of her worries. More importantly, she was still nervous about whether they were going to kidnap her or something.

When she was a child, her mother had always warned her about entering the cars of strangers, no matter what they were offering. Maybe that was why she was so uneasy, but its not like that applied now. Her mother hadn't told her what to do during a zombie apocalypse either, so she couldn't really rely too much on her advice as it was usually just wives-tales anyway.

Homura was ready to transform and stop time is necessary, and was poised to jump back while the sheriff guy was opening the back to the van. Lee had already buckled himself into the sports car that was still making that god awful alarm noise. Wouldn't it attract the zombies, and why haven't they approached them yet? From what she could tell, these men weren't Magi Kinder considering Kyubey had told her he only started contracting young males not too long ago.

On her way here, she saw that there was a scruffy and slightly chubby guy sitting in the passenger seat of the truck. He seemed to be the source of the Latino voice. In all honesty, this wasn't as scary as she had originally believed it to be.

She was relieved when she saw the surprised faces of men and women in the back of the vehicle, but still had a slight pinprick of worry. What if this was some sort of human trafficking operation? No, it couldn't be, as Homura never saw the guy unlock the truck. Besides, that was an unlikely situation as these people seemed quite hope-full, unlike most victims of that alleged crime. She was just being too paranoid, and that was all there was to it.

There was a beautiful dark skinned woman that had wonderful bone structure, she had short black hair and was now curiously checking the new arrival over. Homura hoped she grew up to have a face like her, although she knew the fate of all magical girls would prevent her from being so. She could have easily been a model or mistaken for some famous movie star. She had that kind of air to her, like you knew her from somewhere, but couldn't exactly name what.

Sitting across from her was a large man with skin slightly lighter than the previous woman. He had kind but shy eyes. Homura could tell he was a softy. He looked at her with a look of surprise, a hint of meekness prodding into the glance.

Sitting at the back was a worn out looking blonde girl. In fact, they all seemed to be quite tired, so maybe they were returning from an arduous ordeal. Her skin was dirty and pale, she seemed to have been scared some time before.

There was an odor wafting out of the truck. She didn't have to even inhale through her nose to notice it. It didn't bother her though, as soap and deodorant was probably hard to come by. Homura wondered if her magic could get ride of those things. Cleanliness was next to godliness after all.

There was a hand on her shoulder, causing her to flinch slightly. It was rick, and only a tiny bit creepy, however she knew those were not his intentions. He had that caring and protective air to him that one could only admire. She felt safe around him, even though she had only known him for roughly seven minutes give or take. Maybe her trust was foolish and immature, but she'd never be able to survive alone like she used to. Back then she was only fighting witches, and had civilization and its commodities to aid in everyday survival. From her limited experiences, she knew it was lacking these things.

"Hop on up for a free ride to camp. I'm sure you'll like it there, I've been told by Morales, the guy in the passenger seat, that he has two wonderful children, one boy and one girl. I think they are younger than you, but you'd be a great older sister to them."

Rick was trying to be reassuring, and it surprisingly worked. She did feel a bit more relaxed in the situation, almost as relaxed as the incubator that had curled up on her shoulder. After he had removed his hands, she walked closer to the back of the truck. The sheriff cupped his hand low by the ground as if to give her a boost, but Homura easily jumped up to enter. A few of the occupants looked surprised, one clapped and another groaned. Perfect, she had idiotically brought attention to herself.

"Now for safety purposes I am going to close the back again. The truck can be opened from the inside and is unlocked, therefore there is nothing for you to worry about. Might be a long ride, but nothing I can do 'bout that now."

She tried to ignore that panic welling up in her after the back had slammed shut.

It was warm and dark, but enough light penetrated the air vents to give everyone a good look at each other. They were all staring at her expectantly, as if waiting for her introduction. Homura sighed, she might as well. Besides, it would be a good pastime to try befriending everybody. Flipping her hair, she glanced around the room before slowly sitting herself down on the cold metal plating.

"Hello everybody. My name is Homura Akemi and will hopefully be joining your team. I am fourteen years old and are pleased to meet you all."

The blonde one smiled at her, and so did the soft one. The model only glanced her way, but she seemed entertained. Maybe her introduction was too much, she really has always been bad at social situations, and didn't know the correct usage of words in an apocalyptic setting. The woman who smiled at her was first to respond. She was trying too hard to make her voice warm and kind, as if attempting to coddle her using words. It was annoying, but that was probably just her way of showing kindness towards children.

"What a lovely name you have. Mine is Andrea,.You have very pretty hair, how do you manage to keep it flawless nowadays? I'd love to hear you tips, mine is obviously lacking." She finished her response with a concise laugh, it sounded lethargic.

Magic of course. She did it to herself to keep focused and on task rather than worrying about her hair. The amount consumed to maintain her hair was ridiculously low, so much so that it had never dimmed her Soul Gem in any way. Mami did it too, and she was laregely okay in most departments.

Homura had pumped a bit of emagic into its straightness and care while she had been walking down the abandoned route of travel. Maybe it was a bad thing, something else to bring attention to her. She wasn't worried too much of course, as even if people did look strangely at her hair, it probably wouldn't cause too much grief for her or her new teammates.

"Just a little magic here and there."

Homura laughed a little at her inside joke, causing the corners of Andrea's lips to curl.

"I'm joking of course. Me and my father survived together in our mansion where we used to have access to clean water. He disappeared one day and our electricity ran out soon after. I was too afraid so I went looking for him, and this is how I'm here." Her voice was cool and stoic, like usual.

There were a few awkward chuckles throughout the truck. Homura sat down quietly so she wouldn't fall when the vehicle would eventually start moving. It would make her look like a child, and she was anything but.

"I'm T-Dog. Your dad will be fine, I'm sure we'll find him." This was the soft eyed guy.

Homura would laugh out loud, if it wouldn't make the others think she was crazy. It was unlikely her father was even alive. Even so, its not like he really cared anyway. Instead of laughing, she only slightly nodded. Why would he chain up the door to her room, well, besides the whole undead part if he was in the general area? If he was alive, it was more than likely that he had to leave permanently or temporarily and therefore locked her up to prevent anything from getting in. Given the apocalypse, it was best to assume that he was dead. False hope could and would always end in despair.

The model waved slightly before introducing herself.

"I guess you'd like to know my name too. I'm Jacqui, "

"Nice to meet all of you. I am very thankful that you took me with you. I don't know what would have happened if Lee never spotted me."

Kyubey paced around the room, unseen by the others. It set Homura on edge, even though she knew the others couldn't see it. It was like when you went to the zoo and walked by the lion cage and the only thing separated you was a sheet of Plexiglas, you were afraid it would break even though it was probably six inches thick. What was he thinking?

 _Unfortunately I had to leave just after contracting the boy to investigate you of course. You obviously know what you are doing so I'll leave the explaining to you, however it would be in your best interest to keep the final stage of Magi kinder unknown to him. If he knows, then he will more than likely take it very harshly. I'm sure you know what I am implying._

Andrea was reassuring, although there was obviously something making her anxious and impatient.

"Rick would never leave someone to die..." Her voice drifted off, as if thinking about something. Homura saw a flash of guilt on her face. It interested Homura to say the least. This could be valuable information later on when she would eventually rewind time.

The truck began moving.

 _III-III-III-III-III-III_

 _Carl Grimes:_

Carl was ecstatic. Everyone was finally back. Would they have picked up something cool? Maybe Kyubey would be back with them... That would be awesome! He'd finally learn to use his powers and protect everyone he loved. That was a moment he desired so badly, one he had always wanted subconsciously. It was then that the voice rang out in his head.

 _Carl, I have returned, and have brought a veteran Magical Girl with me!_

This, this was better than he could have imagined. He'd have a magical girl partner for sure! Maybe Sophia would also contract so they could form a magical trio! The thought sent shivers of excitement through his core. They could all fight witches together, so there would be no stopping them now!

Glenn hopped out of the red convertible, it was awesome. The honking never bothered him, he was much too amped up to let something like that bother him. The white truck pulled into the camp soon after, and everybody rushed in to see them. So did Carl, who had been frozen by who exactly was driving that truck. He turned around to see his mom, who had covered her mouth and began weeping tears, probably of joy of course.

Was this really his dad, or just someone who looked familiar? No, this was his dad in the flesh, he could feel it. Carl watched in pure amazement as his father slowly made his way from the vehicle towards them. All around them was one big reunion of families. His mom and dad took him into a big bear hug. Was this something created by his wish? It didn't matter, all that mattered was that his dad wasn't dead!

He was so caught up in the moment that he only barely noticed the girl with the long raven hair slip out from the crowd of happy faces. She wasn't smiling though, and instead seemed to be focusing on him. He was so caught up in the moment that he only barely noticed the silver ring on her left hand's middle finger .

* * *

 _~(A/N) I already have Carls' weapons and outfit and stuff planned out, but cant seem to think of a power. Any suggestions would be better (if they fit with the whole power is basically your wish thing)_

Reviews:

AnimeVamp1997: Thank you for the wonderfully kind review. Yes, Homura will be determined to give everyone a happy ending, even though it is a zombie apocalypse where they never really happen. _Ohhh foreshadowing. Or not, i'm not sure yet LOL_


	4. Four

(A/N~) Sorry for the late chapter. I had a severe case of writers block and had to dive into my textbooks for a test I did on Friday. I tried writing then, but it came out sloppy so I waited for a bit before writing.

 _Homura Akemi:_

Homura was analyzing the boy. He was disgustingly happy, blissfully unaware of his fate. She'd let him like that for maybe a few time lines, ignorance is bliss after all. Everybody was hugging each other and generally being happy. Except for her, but it didn't bother her. She was used to being the odd one out.

The ring on his left hand was thicker than hers. It wasn't fancy either, only having the engraving and a small star shaped brownish gem. That was his soul gem, so he was definitely the magical boy Kyubey was talking about. None of the other children had them, and she could feel the boy's magical energy. He would be a strong one, indeed.

Carl was his name, she heard that name mentioned by Kyubey telepathically. He had curly black hair and a slightly freckled face. He looked so naive that she honestly just felt like turning around and going out on her own, but that was impossible. He had now noticed her, and was staring at her. She brought up her left hand to flip her hair over her shoulder, purposefully showing the ring on her finger.

He looked shocked, but that was to be expected. It was a plague after all, and apparently, she was the girl that shouldn't exist. If she was in his position, she'd be even more surprised. It was likely that the boy was loved by over protective parents, therefore they'd have trouble getting out to fight witches. She cringed just thinking about sneaking out during the middle of the night like she used to.

Well, she didn't have to sneak out considering her parents weren't even in the city, but Sayaka and Madoka often told horror stories and excuses they had to use. Her and Mami were lucky in the regard that they had nobody to worry about them, therefore nobody to hold them back from their duties.

Homura walked past the happy couples hugging. She approached the magical boy that had just been released from his mother's embrace. The mother was looking at her quizzically, prompting her to introduce herself. Homura had really just been staring at the two for a while, so she looked quite odd.

She reached out her hand to the boy, but the mother intercepted and shook his hand for her. To be honest, Homura didn't give a damn about the woman. Her aura screamed out unpredictable and unstable. She'd be a problem for her and her child's activities.

"Hello, my name is Homura Akemi. I am pleased to meet you."

Her voice was friendly, but not overly so. She tried putting more emotion into her words than usual in the hope of gaining the boy's trust, however keeping it at a low level which implied professionalism. There would be no reason to teach him about being a magical boy if he never took her seriously.

His mother had a strange look on her face, but she ignored it. Homura really couldn't care less about the woman's opinion.

"Um i'm Carl. N-nice to meet ya too."

The woman smiled slightly before patting his shoulder to go talk to the man who had driven them back to camp.

"Carl you go talk to your new friend while I discuss a few things with dad"

The boy looked too excited for his own good. He had big puppy dog eyes that would probably be quite persuasive. His face was dirty, but she'd explain to him how to use magic to keep up appearances. Why was she so excited about mentoring somebody?

"We have much to discuss. How much has Kyubey explained to you?"

Carl paused, trying to recall exactly what is was that had been explained to him. She could see the stars in his eyes whenever he made eye contact. It was pure adoration, adoration which she knew would only make her suffering worse when she eventually had to run back in time.

"Not much, I only made my contract, before he ran off to get something."

 _Yes, I ran off to get Homura Akemi. I hadn't known she existed, and is a veteran Magical Girl that will be a useful tutor. I have other matters to attend to therefore I will leave him in your care._

The incubator that had been perched on the branch of a nearby tree paused, before scurrying off into the forest behind the camp. Homura was relieved, everything would be so much easier with that menace gone.

She sat down on a large rock that was protruding from the ground. Carl followed suite and plopped himself down in the dirt. He had a goofy smiled plastered on his face, it made Homura quite sad. It wasn't fair, this boy never deserved what he had in store. A single tear slid down her cheek. Why was she crying?

"Oh, whats wrong?"

He was just like Madoka, but different enough to keep her from completely sobbing. She wiped the tear from her cheek before explaining.

"Sorry, that was unexpected. Let's get to it, shall we?"

Carl nodded meekly, but he looked confused. Poor thing, he looked like a lost puppy.

"Kyubey wouldn't have told you this, but being a magical boy is much more dangerous than you think. It involves putting your life on the line to defend your wish. I will not ask you what you wished for because I will not reveal mine. It is great you already know how to change the form of your soul gem as using magic is very similar."

The boy nodded eagerly. He was so happy, something inside of Homura wanted to preserve that happiness. Something she had never been able to accomplish with madoka. This was whatever god existed giving her another chance, she wouldn't fail this time.

"Whenever magic is used by somebody who owns a soul gem, it is tainted by pollution. Cleansing your soul gem is very important as it is needed to use magic. It can be cleansed using a grief seed, which is obtained after killing a witch. A witch is a curse that has festered inside of a person until it has consumed them and broken free to spread their curse everywhere they touch."

Homura hated using so many words. She wasn't like Mami, she couldn't put enthusiasm into her words and make it sound exciting. It took everything in her to make the words have emotion instead of her concise and monotonous tone that had become her version normal.

"Tonight i'll go witch hunting with you against a weak one so we can practice fighting. It is very easy to lose your life fighting witches if you are not careful."

Like shining stars, his eyes hadn't faltered. Maybe he wasn't a coward, or maybe he was just an idiot. Either way, she could feel his courage, she knew it was something that would be useful in a fight. Most magical girls died quickly because their wishes weren't strong enough, or they just didn't know how to fight and let their guards down. Either way, Carl grimes wasn't like those people, he felt very different, but he had nowhere near the amount of magical presence as Madoka, he'd probably be as strong as mami, or stronger, depending on his magic of course.

"Ok, want to meet the other kids?"

No, Homura never cared. She could only feel one other presence in the camp strong enough to contract, but it was still a very weak signature. The source of that signature was unknown to her, so Homura wouldn't let that person contract. They weren't the type that could survive more than a few weeks. This was not something she wished to happen, as there would be too many variables which she wouldn't be able to predict.

"Okay." Her voice was saturated with fake enthusiasm.

Carl had shown her the residents of the camp. They all had worn out faces, some more than others. There were a set of two kids, looking to be from the man that had ridden passenger in the white truck. Sophia was the child that had the energy. She seemed nice, if a bit shy and quiet. Sophia was eager to gain her friendship, probably because of how lonely the zombie apocalypse was. Her mother had said her age to be twelve and three quarters.

Homura was introduced by Carl to every member of the camp. They all had pretty much the same reaction. _How is your hair so good? Poor thing, surviving on your own. You have quite a unique name._ This was to be expected, and she never believed anything else would happen. It was quite the predictable ordeal.

Carl was now approaching her. The sun was setting and she was chewing on an energy bar. It was coconut chocolate from what she could taste. It was horridly tasting, as she hated the taste of coconut flavoring, but her hunger overtook her preferences. Besides, she'd be bringing too much attention to herself if she was rude and denied the offer. Now that the whole grief seed and supplies thing was in effect, maybe she'd get a fruitcake. It was her favorite after all, along with gingerbread cookies of course.

"Hey um... I was wonderin, how do we hunt witches?"

There wasn't anybody around, as they were all gathering around a campfire at the opposite side of the clearing. The smell was comforting, but she hated the heat. It wasn't too cold of a night, and she wanted a bit of distance to think things over. Yes, she'd be able to explain now that the people were distracted, like they were when she had returned with many others to the group.

Homura swiftly changed the form of her ring into that of the egg shaped gem. It was bright as if only a bit of magic had been used. She motioned for Carl to do the same, and he followed her orders quickly. Carl seemed good at following directions, so maybe he'd actually listen to her advice. The bronze colored soul gem belonging to the boy was slightly brighter than hers, but it was still quite pretty. Maybe they'd have to be wary of others stealing or taking the gems, as they looked quite valuable. No, they would definitely have to be careful about that. She was cautious enough back when there wasn't an apocalypse, so she'd be very careful now.

She spoke in a very serious tone, instantly grabbing the boy's wandering attention.

"This is very important and I want this to be your number one priority. Protect your soul gem at all costs. Clean it, keep it in a safe place and have it in your possession at all costs. Do not leave it unattended. Without it you'd certainly be dead as you'd no longer be able to use magic against witches. I do not want that to happen."

Homura didn't remember the last time she had talked this much. Even before she had contracted, her voice never really wanted to talk. A girl with a weak heart didn't have anything worth while to say, so she never said anything at all. Even now, before the whole apocalypse, her words had grown even more rare and concise.

Carl nodded quickly, as if to show how much he understood.

"I wont let anything happen to it. I swear on my heart."

"Now, about hunting witches..." Homura's voice trailed off, she was trying to remember the method used by Mami Tomoe.

Homura usually just ran trough the city in a grid like pattern and waited for her gem to pick up any magic. What was it that Mami Tomoe used as her strategy? Homura could distantly remember hers as being time consuming, but efficient. The violet magical girl was always pressed for time, so she went for the sloppy grid searching method.

The memory suddenly flashed into her mind, playing clearly in her brain like a clip from a movie.

 _Madoka and Sayak were sitting happily around a triangular glass table. Homura was there too, and she seemed surprisingly happy. Suddenly, Mami appeared from around the corner, a tray of tea and pastries in her hands. Sayaka went wide eyed at the sweets, so Madoka naturally giggled of course._

 _"Now there is something I'd like to tell you beginner magical girls if ever a situation were to occur where I would perish, which is possible of course."_

 _A flash of doubt went across Madoka's face, she obviously couldn't bear the thought of Mami Tomoe dying. Sayaka was eagerly awaiting the information, wanting it so she could become a stronger magical girl._

 _"In order to find a witch, you must search areas where they are likely to be. They are most likely at popular suicide locations, areas of violence and crime along with hospitals, the worst place for a witch. If you are unable to find them there, the only thing you can do is search and search until you find one. If that is unsuccessful, you should focus on the news and note the locations of any strange occurrences to find for yourself."_

Homura willed the memory away. That was one of the more tragic time-lines, she had promised herself to forget it, but now that horror had returned. She could handle it now that she had a stronger mental fortitude, and a bad memory was worth having information that would save them precious time and magic.

Carl seemed to have noticed her flashback. There was a look of concern apparent on his face.

"Is there something wrong?"

His voice was soaked in empathy, he was actually concerned for her. Whenever a person asks if somebody is okay, they don't really mean it, but Carl clearly did.

"No, I'm fine now. I was just thinking about something, that's all."

The boy probably knew when to stop asking questions, because he kept his mouth shut. He probably knew that she wasn't fine, but there was nothing anybody could do to erase those memories that stuck around like a plague. Homura felt a tug on the corners of her mouth, that joke she made was quite funny. Hilarious actually, but she had her laugh. That slight muscle movement was a normal person's equivalent of a full on laughter fit.

Her expression seemed to have reassured the boy, as he was now smiling back at her. This was nice, whatever this was, had she found an escape from the endless maze, or had she only entered another floor? She glanced at Carl, before continuing.

"I normally search for witches in areas were suicide and violent crimes are frequent. However since this whole world seems to be in despair, it would seem to be quite difficult. Kyubey has told me that the falling of mankind has altered the witches and divided them into three categories by strength. Since witches apparently attract the infected, I think it would be best to find an area where there are many. Do you know any of these areas?"

It was a stupid question. There were walkers everywhere, so how was he supposed to remember a specific location where there were many? Carl considered the question, before responding happily.

"Well, I remember passing a water processing plant on our way here. Walkers were hanging out all around the place."

Wow, that was much easier than she though. In all honesty, she believed that they'd be looking for days before actually finding any witches, considering that they were in the middle of nowhere. If it was a water processing plant, then the witch- or warlock- not that it mattered anyway, was probably water themed. She just hoped Carl's magic wasn't anything to do with fire.

"Excellent, we will head out when everybody falls asleep and then hopefully return before any of them wake. How far is this place"

Carl laughed before answering.

"Only a half an hour walk, but i'm sure we can use magic or whatever to speed it up a bit."

This wasn't too bad, considering Homura had originally searched for hours before finding the box witch. She had done this as she wanted to know the city in and out for each time-line, increasing her chance of overall success. While it hadn't really worked before, it would be impossible for her to memorize a whole area of forest in one go, so that definitely meant a time jump for her.

She sighed, the whole speed up using magic wasn't that bad of an idea, but she wasn't so sure about using magic for something so trivial. Maybe it would be worth it, considering she'd be in a hell of a lot of trouble if she had snuck out with Carl. That woman would probably string her alive, but in reality, that soccer-mom would be out before she knew what hit her.

"Sounds like a good plan. We should go sit with the group to avoid suspicion. When everyone is asleep I will come get you."

* * *

 _Carl Grimes:_

Carl adored the girl. She was so mature and cool, he couldn't help but respect her. She seemed a bit sad- no it wasn't sadness, but something else he couldn't place his finger on. It was probably the apocalypse that had done this, he remembered being emotionally ignorant for a year before finally coming to his senses and turning himself into an optimist.

He was really curious about her power. He had seen her soul gem, which was all purple, did that mean every Magi Kinder had differently themed and colored gems? That was so awesome, because it probably meant they all got unique and cool powers too. Homura was apparently a veteran so her power must have been very strong.

While the campfire was nice and all, it seemed a bit boring now that he was waiting for it to be over. It was a celebration of everybody returning safely and new members, so Homura had been asked to dance. She had surprisingly accepted, but wasn't really that good. She was really only just standing there with a slight shake to her arms. It looked as if she was holding herself back, but why? This girl was a mystery, but a very cool one all the same!

Eventually, after the fire had died out, so did the group's energy. They had all tired therefore were retiring to sleep. Carl was anything but, as his excitement was keeping him up and would be continuing to do so for a while. He had to fake yawn as his mother was guiding him back to their tent. Before lowering himself down into the tarp structure, he glanced behind himself at the girl, sending a knowing wink her way.

He hadn't undressed for bed like his mother wanted, saying that he was cold and wanted to sleep with his clothing on. Carl didn't know when exactly Homura would come for him, but he would wait patiently and quietly until that moment arrived.

After being tucked in, his mother had gotten into the sleeping bag beside him and was staring at the ceiling. The lamp was turned off with a flick and the tent was plunged into the inky soup of darkness. Normally, he would have been scared, but now he was anything but. Now he was strong enough to face whatever monsters lurked in the darkness.

His father had just entered the tent and was getting into Shane's sleeping bag. It felt a bit strange, but his dad was back, so he didn't dwell on it for too long. Besides, there was a surplus of survival gear in the back of the RV so there had to be extra sleeping bags.

This reminded him of his childhood, of when he used to crawl into his parent's bed whenever he had a nightmare or got afraid. All of his family was together and happy, this was exactly what he wanted, and he hadn't even started protecting them yet!

He didn't know how it happened, but Homura was now crouched beside him hand in hand. He had to stop himself from blushing at the contact. Its not like he believed in cooties, but she was a girl and was holding his hand. The only girls that have ever done that were his family, so of course he was embarrassed. His eyes glanced up to her, who seemingly hadn't noticed the tinge of pink on his cheeks. It was probably too dark, and so he was glad for the lack of light.

How hadn't his parents woken up? Carl looked down at their still forms, amazed at how deep of sleepers they actually where. It was tough wriggling out of a sleeping back without unzipping it, something that would cause noise.

"There's no need to worry about waking anybody up. I have put them into a deep sleep using my magic and they will wake up like normal, although a bit more refreshed than usual."

That made sense, because how else would hey have stayed asleep? In all honesty, his parents were always light sleepers, especially his mother, so he was quite worried at how they hadn't noticed Homura entering.

It was dark in the tent, but he could see what looked like a skirt of some sort. Carl didn't bother asking, as it was probably something that would be explained to her later. Maybe that was her battle costume that all magical children got, like how superheroes wore costume and such. Did that mean he'd get one too? Carl was hoping for something cool, although he had nothing specific in mind.

Together they exited the tent and ran out of the campsite and onto the road. Now that they were out from the cover of trees, Carl could see Homura under the moonlight. She was wearing an elegant and pretty looking dress. It was various shades of purple along with a few bits of white too. Diamond shapes seemed to be a reoccurring theme, as they ran up her long black boots. There was a purple diamond shaped gem on her hand, was it her soul gem? It was likely, as he could feel some sort of energy from it.

Homura stopped when they reached the road. She paused, before pointing to his ring.

"Change it into the egg form so that you can transform."

That was easy, and Carl had it done in a flash. Now there was that bronze colored gem in his hands, but how would he transform? Maybe he could just will it to happen like how he changed the form of his soul gem. He tried, and let out a gasp when his soul gem started shooting out stars. They didn't look real, and had a weird quality to them like it was fake. Either way, the yellow stars were circling around his feet, compacting together and exploding off, revealing a pair of brown cowboy boots. The leather was engraved to have star designs running around the heel. The boots had those spiky things at the back which were spinning in the slight breeze.

Now the gust of stars were winding up his frame, sticking onto his legs and waist then flinging themselves off to reveal white plaid leggings covered by brown leather chaps which ended just above his ankles. The process repeated itself for his torso, leaving him with a reddish brown vest covering a white plaid dress shirt.

Suddenly, a brown leather overcoat exploded out from the collar of his shirt, the ends floating down and reaching his knees. Carl stuck out his hand to catch what appeared to be a hat, floating down on a wind of stars. It was similar to his old one, but this one was much fancier. It was gilded with a shining gold brim and floral embroidery.

The shining soul gem that had been levitating before him was now morphing into a star shaped badge that clipped itself on the vest over his heart.

Carl felt amazing. He felt strong, he felt quick and was full of energy as if he could conquer the world. He never wanted this feeling to end, he looked over to Homura, a huge smile plastered on his face. Carl laughed for the first time in ages, he was unstoppable for sure. She seemed interested, but still had calm expression on her face, although he could still tell that the gears were turning in her head.

"Carl, change the form of your soul gem back into the egg so that we can hunt a witch. It could be a warlock, but for simplicity, I'm just going to call all of them witches, its what I'm used to."

Homura's soul gem was the first one to pick up the magic of a witch. They were roughly twenty five meters from the entrance of the water processing plant, and could already see the walkers milling about. Carl wouldn't admit it, but he was fearful of them. It was something that had instilled fear inside of him whenever he heard a growl or bumps in the night, and now that there were dozens and dozens of them crowded around the building, he was terrified.

Homura flipped her hair before looking at the walkers. There was a startled expression on her face as if it was the first time she had actually seen a walker, but that was impossible. There was no way that anybody living today had never encountered a walker, that was just a fact of life now.

"Don't worry, the infected cannot notice us, as it is part of our magic of course."

Could this day get any better? Apparently so, because now he'd never have to worry about walkers again, which would improve his lifespan greatly. Now all he had to worry about was witches and warlocks, but they didn't seem too difficult. Besides, he had Homura by his side, and she'd kick ass for sure.

Homua took his hand once more as they slowly creeped up on the building. The walkers weren't paying them any attention, but Homura seemed really on edge. Carl was also a bit freaked out too, because even if the walkers weren't aware of them, it was still very frightening. It was like walking across a glass bridge over a large cliff, you'd still be afraid even if it was structurally sound.

At one point, a walker had bumped into Carl, causing him to whimper, but the monster had simply ignored him and continued pacing about. He felt nauseous, they smelt horrible and looked even worse.

Eventually they made it to the large glass doors of the building. It was surprising that they were still standing un-shattered, especially since there were so many walkers nearby. Homura pushed them over and ran into the room. What was she doing? Homura was poking at a walker, which never even responded.

They passed through another glass door and had entered what appeared to be a main lobby. The gray tiled floor was dirty and cracked, while the green chairs had been broken long ago. The room was pretty stark, as it looked like the building had been looted a while ago. The was dust in the air, disturbed by the walkers walking about aimlessly, drawn by the Witch's magic.

Carl had to keep up with Homura, who had ran up a flight of marble stairs up onto a balcony overlooking the lobby. It was a big drop, and Carl was only slightly afraid of heights, so he just stuck to the wall furthest from the edge. She seemed to be following the flashes of her soul gem, which was now leading them through an office which held a few infected. Carl's soul gem was flashing too, but he was paying more attention to keeping up with the girl.

They burst through a door at the end of another hallway, it led them to a large warehouse. They were on a catwalk that hung from the ceiling with large and thick black cords. Light was filtering in through cracks in the metal ceiling, illuminating the large open water tanks below. There were multiple dark forms moving in the depths of the tanks, probably walkers attracted by the witch.

Both of their soul gems were flashing rapidly, this must have been where the witch was, but where? Carl didn't see any pointy hats or green skinned women around here, so were their soul gems not working?

"Homura, where is the witch?"

She glanced back at him, before explaining.

"I forgot to tell you, but witches create a little pocket of reality to hide themselves in to prevent them from being found out. This also makes it easier for them to lure people in, as their pocket dimensions are usually a maze of sorts. Magical children like us can forcefully open those pockets, and that it what I'm about to do."

Carl turned his soul gem back into a sheriff badge and clipped it to his vest, this would be interesting.

Homura held out the hand jeweled by her soul gem and waited before a faint glimmer appeared in the air. The slight glimmer turned into what appeared to be a symbol made of dripping wet glass. It looked like a fish surrounded by what seemed to be seaweed and smaller fish.

Was this something like a portal, and if so, did that mean this was a water themed witch? Homura glanced back at him, before warning.

"We are about to enter this witch's barrier. Witches are strange and unusual, and you should never trust what you are seeing in front of you. Keep your eyes peeled and look for patterns while also being very aware of your surroundings. If you fail to focus, you will likely perish and a magical boy that dies in a witch's labyrinth will never be found. Your body will disappear along with the witch once defeated, or it will be consumed by the witch, something even more likely. While this is only a Survivor Witch, the weakest of all, you will be on your toes and listen to my commands."

Carl shook his head knowingly, now this whole witch thing seemed harder than he had originally thought. Even if the witches were difficult, he'd be even stronger so that nothing could ever hurt anyone anymore.

Carl smiled as Homura took his hand and led him through the portal.

* * *

 _(A/N)~ Sorry for the cliffhanger, I thought the chapter was getting a bit long, so I'll do the whole fight thing next chapter._

Reviews:

AnimeVamp1997: I love your reviews they are hella awesome. This chapter was more about the interactions between Carl and Homura, but the chapter after the fight one will be more socially and general survival focused. As carl matures in the fic, the style in which he uses his magic and weapons will change too, so I guess you can look forward to that too. I guess Homura's time stasis is their trump card for escaping camp, and tbh I think it is kind of cheating. Either way, thank you so much for another awesome review.


	5. Five

_Homura:_

They fell through a tunnel of turning fishing nets and ocean trash. Burning sailboats dotted the sky instead of stars. The moon was blinking with its crying blue eyes.

With a bend to her knees, Homura landed on a gritty substance. The force of the landing sent her sliding down what appeared to be a sand dune. Carl was right behind her, and had fallen at the sudden change of elevation. Hopping down from the dune, she landed on a metal grate. An ever present sound of whirling water was filling the room loudly. It was coming from below the grate on which they stood. Glancing back at Carl, she saw that the dune was filtering down through the metal floor.

Pipes were jutting up from every surface and ending with a burst of tropical leaves, like faux coconut trees. The water roared below them.

"Follow me and pay attention to your surroundings. I don't know this one."

Homura didn't turn back to see if he understood, instead, continued forward through what appeared to be a cyclone of trash and sand. It was gritty and buffing her skin. It didn't sting though, as she was quick to block out the pain.

"Ow….." Carl complained.

She wouldn't bother teaching him to block out pain yet, he wasn't ready and needed to know that fighting was real with real life consequences. Bubbling could be heard as something breached the surface of the churning water below them. From out around the catwalk, rose long arms with flexing fingers, each made from a collection of fish, coral and ocean scraps. They made a grab for her, but she stopped time before that would happen.

Time slowed to a halt, the hands half a meter away from her face. She could smell the fishiness and saltiness of whatever it was.

In a world of muted tones, stood Carl, an expression of genuine terror wore on his face. A part of her felt bad about bringing him into this, but she knew he'd probably die quickly without her help. Sighing, she reached into the cool depths of her shield and retrieved a glock, firing off a few shells into the wrists of the five appendages. As expected, they slowed to a halt just before entering the familiars.

Time continued, and the squeal of the marine tentacles echoed out into the labyrinth.

"How did you get a gun? I'm not even allowed to use one…."

After a turn on her heels and a flip of her hair, she silenced his question.

"That is not important. The creatures I just killed are called familiars, they normally work with the witch to capture and lure its victims."

Carl squirmed in place. He was obviously a bit overwhelmed. She felt no sympathy, he'd learn and adjust quickly.

"I think I have a weapon too, let me check my holsters."

She watched as he reached behind his back, to produce two silver sheriff's pistols. Guns weren't really that common of a weapon, but apparently she knew a lot of their users. Mami had been the best though, as the blonde had used her mighty aim to help a fellow magical girl timelines ago. Although, she had no idea what Carl's power was, maybe this boy would end up being stronger than Tomoe, but perhaps just weaker.

"Trying tapping into your soul gem so we can see your power."

The bronze coloured gem shined in a glow as Carl held his hands out. Suddenly, a broke piece of wood glowed a dark bronze and levitated up out of the sand It grew in size, quickly doubling and then shrinking down to a size smaller than before. Homura narrowed her eyes, was that it? Size manipulation wasn't too useless, but it certainly wasn't time stasis or ribbon magic. Perhaps she could find a good way to use it later, but now, they had a witch to hunt.

"Wow, I guess I can change the size of things, I wonder if it works on me…."

Homura cleared her throat.

"I wouldn't try that yet, but try using it on the bullets once they shoot from your pistol.

Two cardboard fishes jumped over the walkway in an arc, snarling with dripping wet teeth. Homura stepped to the side, just in time for Carl to shot two rounds at the marine animals. With a glowing hue of bronze, they grew astonishingly fast, and now two bullets the size of a loaf of bread ripped through the familiars.

"Woah, this's sweet."

Homura turned the corner, jumping down onto a lower catwalk that reached parallel to the one on which Carl stood. Now that the dense clouds and fog had cleared, both could see the webs of planks and suspended metal pathways. Spurts of water grew and sprayed up into the air, creating fountains of varying height and thickness. Fish jumped up above the platforms, their sharp teeth gnawing and grinding.

"Don't bother killing them all, just follow me through the labyrinth to the center. Then we will enter combat with the witch."

The rhythmic clicking of her boots against the metal grating was soothing, reminding her of the constant heartbeat of her body. Carl was barely keeping up with her, but he was trying at least. With experience, would come the ability to refine the area of which his magic was focused on, and thus be faster, stronger and more resilient For now though, the boy was stuck fiddling with the magic puppet strings that connected his soul gem and body. The pair of magic kinder made haste through the labyrinth, jumping over fountains and dodging flying sea life. Behind them lay a trail of familiars, for which Homura didn't bother to pause time.

As the witch's energy grew stronger, so did the strangeness of the labyrinth. Chains hung from every which way, attached to which were rotting zombies. The strings of chain and flesh moved uniformly like a production line, around a corner to which her vision was blocked by a mass of pipes and bricks. Homura followed the stringed up zombies, who gnarled and reached out in vain towards her.

When both of them turned the corner, they finally saw the witch.

 **TIBERINIA**

A giant whirlpool spun at the center of a processing vat. Cartoon fish of all kinds had gathered at the center, all of which appeared to be collectively dragging down a figure, which upon closer inspection, appeared to be a girl with coral skin. Her dark stringy hair was firm around her face, undisturbed by her frantic attempt at arm waving to not be dragged down by the marine life. It was sad to see her constantly splashing and struggling to stay afloat. Her legs where bound by the jaws of the teethy creatures of the depth, resulting in her being stuck at sort of an equal position.

The chain lines carrying the zombies doubled back after extending out over the whirlpool. It systematically dropped the rotting humans into the depths, who only had the slightest inclination to swim. Instead, the corpses bobbed and moaned as they swirled around the mass of fish at the center.

A horrible voice filled with sadness and rage called out to them. It was somehow begging, sobbing and ordering at the same time.

" **SAVE ME!"**

Once the corpses reached the bottom, a giant fish like mouth would rise up and swallow them whole, each one dropped into the pool had the same fate. If they missed a step, the walkers would probably drown them in panic.

"So, um….. How do we kill it?"

Homura shrugged, sheathing her pistol and swapping it out with a grenade launcher. Getting on one knee, she stopped time and took aim at the witch. It fired off after a burst of smoke and slowed maybe half a dozen meters away from the drowning witch. Time resumed, and Homura barely dodged it as a tentacle appeared and slapped it away and returned it to them. It exploded on the catwalk, sending the piece of metal down into the whirlpool. Carl screamed as he grabbed hold of a railing. The splash was large, but laughable in the stormy wake of a surging whirlpool. From above, the current appeared slow, but up close in reality, it was much too fast. Homura pushed down a feeling of nauseousness and stood up.

The magical girl was quick to bark an order.

"Quick! Increase the size of this debris. Stay here and I'll kill the witch before you get to the mouths.".

Due to utter panic, the boy took a few seconds before the order registered, but he was able to make the platform increase its size even if it was a bird hard to concentrate. Homura took this opportunity to pause time, throw away the launcher, and produce five hand grenades. Each were lobbed at the drowning witch. As time resumed, Homura was hesitant to see the results. Carl was now roughly half way down the whirpool, a bit too close to the bottom for her comfort. She'd have to end this now.

Fortunately, the tentacles was only quick enough to swat away one explosive, and the rest detonated as planned. A horrible smell of rotting fish and salt filled the air as guts and flesh splattered the surroundings of where the witch used to drown. The whirlpool slowly came to a stop, and the labyrinth wavered and wobbled as reality returned around them. Both teens came to be standing on a slab of concrete. Homura watched with satisfaction as a grief seed floating down to the ground.

It was a bit different than the normal grief seed, in that it was a vial of a dark murky liquid instead of a gilded gem. Instead of a cork, was a silver engraved with nautical designs. Attached, was a tag with the insignia of a fish.

Carl undid his transformation, his soul gem coming to rest in the egg shape in the grasp of his palms. Homura picked up the vial, and approached the boy. She pointed at his crystal, before explaining.

"Whenever you use magic, your gem becomes darker. Never let it go completely black. Use this grief…. vial to cleanse the corruption. There should be enough for the both of us."

The vial went through the air and was caught by Carll, who looked curiously at the two items in both hands. In an attempt to somehow use them, he clinked the two objects together. He watched with awe as the blackness from his soul gem collected into a mass of some sort and transferred over and into the vial, which was now roughly one eighths full.

" _I see you've managed to defeat a witch! I'm happy the both of you are still alive. Even though the vial isn't full, I can still take it in exchange for materials you may need to survive. Any offers?"_

Homura paused in thought, it was an odd and delicate question. Her mind was racing a million miles per minute trying to figure out what the incubator was trying to accomplish. Perhaps Kyubey wanted to know what they were in shortage of, or perhaps he wanted more incentives to fight witches, and more magi kinder at that too. It would probably be a good idea to take the deal, just to test the waters. She turned to Carl.

"Is there anything your group is in need of?"

Carl looked to the right with his eyes, before focusing back on her.

"We need some water, warm clothes and canned foods."

The incubator swished its tail contently.

" _No problem! I can easily whip this stuff up for you guys. Hand me over the vial and these goods are yours."_

Doing as instructed, Homura tossed him the vial. The shape on his back opened up to receive the grief glass and glowed slightly in the process. Bobbing his head back and forth, Kyubey whisked the rings on his ears up and down while making a sound of meditation. Suddenly, the request supplies appeared between the two teens. For ease of travel and convenience, Homura stored the materials in her shield, nothing and keeping track of the amount of each items. Something was basically lost in her shield if she had no idea it was in there.

"Carl, let's head back before a search party is formed."


	6. Six

A/N: From this point forward, the plot differs from the tv show. I think i'm going to keep it in Homura's POV for a while.

Homura

Homura and Carl were about half way back by the time the screaming started. It was the scream of a man, an older one at that. The sudden loud noise made both of them jump, Homura transforming and freezing time on instinct. Taking a few moments to gather her breath, she resumed time and began running towards the camp.

"Transform and run with me, they probably need our help."

Carl nodded and after a burst of bronze, strided alongside her. He was obviously frightened, but rightfully so.

"Aren't we supposed to keep our identities a secret?" 

Homura shook her head, when she wanted to nod.

"I would have said so if this wasn't the situation we were in. Before the collapse, it was important to keep your identity secret, but now, it doesn't really matter. We probably won't get there in time, but we want to show up quickly before they think something happened to us."

A flock of birds was disturbed by the screech, they flew overhead in the direction opposite of which the two were running. Homura felt a tad bit guilty. She probably could pause time and run to teleport there quicker, but she didn't want to waste her magic. Besides, it probably wasn't that bad and even if it was, she could just rewind time if needed.

While the earth had been covered in a cloak of darkness, both could still make out the sign that alerted them of the location at which their camp was located. A gunshot rang out, and Homura hit the floor. After the ringing had disappeared from her senses, she rose to her feet. Carl hadn't done the same, and instead, a look of fear plastered his face. Carl dispelled his transformation, but Homura kept hers on, just in case. It was dark anyway so nobody would see her costume.

Carl called out to his father, voice obviously distressed. The valor he was experiencing from killing the witch had quickly vanished.

"Dad!"

The deeper voice of his father replied, with a hint of southern drawl.

"Carl, where'd you go!?"

Homura snapped her head over to the sound of a growling walker. It was scratching and biting at a man she hadn't seen yet. He was wearing the outfit of a police officer, similar to that of Rick. Quickly, she removed a gun from her shield, shooting at the creature in its back. Nothing, the creature still attacked while the grown man cried out into the dark. It was horrifying, but she shot again, this time in the head. Brain matter splattered the side of the rv, and the walker slumped over.

She could hear crying and sobbing, a mixture of children and adults contributing to the symphony of sorrow and terror. Even Homura was a bit shook herself. Her stomach wobbled as she looked down at the man under the deaed walker. Bone was showing in multiple places, but his eyes were glancing around frantically. A member of the camp rushed to his side and tried to peel the walker of of him. He was beyond saving, Homura turned to look away.

Through the light of a lamp, the mother of Carl glared at her venomously.

"Where did you take my baby, what have you done!?"

Mouth agape, Homura stood looking down at the two bodies. Words failed to gather as she took a few moments to compose herself. Taking a deep breath in, she flipped the hair over her shoulder before turning to look at the angry parent.

"I had a stash of supplies I wanted to go get, I'm not responsable for the choices of your son. He chose to came with me, I didn't force him. We have bigger problems now, compose yourself."

A strong hand angrily grabbed her shoulder.

"Dontchyou talk to my wife like th-"

Homura flinched, and reacted out of instinct. Her left arm reached out to grab the wrist of whoever it was. In an intricate dance, she twisted the arm around and came face to face with Rick, her pistol aimed up at his face. Shocked at her own behaviour, she let go and dropped the pistol, returning it to her shield and quickly transforming.

Her own breathing was labored, and continued to be so as the residents of the camp exited their tents and campers. Glenn was the first to enquire.

"What's going on?"

Homura didn't respond, still staring up at Carl's father. He returned the glare, equally as cool, but with a hint of panic and anger. His eyes relaxed, and so did his grip. A look of guilt flashed over his face, before he wiped his eyes.

"Sorry, i'm still a bit shocked after what happened. I'm glad you guys weren't here to see it. A stray walker wandered into camp and It got shane, which is who we should be focused on."

Homura's reply was concise and to the point.

"Agreed."

Homura turned to the man, who apparently was named Shane. She had missed him before, perhaps he had been offsite when she and the crew had returned in the back of the transport truck. Shane was beyond saving, but she'd play along anyway.

Rick ran up to the rv, banging on its door frantically.

"Dale! Get the medkit, quick!"

A loud clatter was heard from inside the vehicle, before an older man in his underwear answered the door. He took a look a the situation outside before swearing and grabbing a pack from a drawer and tossing it out to Rick. The man who caught the pack began opening it and wiped the blood from Shane's forehead, before looking into his eyes.

Homura approached, and knelt down to take his pulse; Nothing.

"He has no pulse, I'm sorry."

Rick sighed, a tear sliding down his cheek. Carl sobbed and his mother held him close while patting his back. Sitting down on the step to the RV, Dale sighed, a hand held to his forehead. A silence had settled upon the camp, it was somber and nobody wanted to break the moment of silence out of respect to the fallen.

Homura walked over to the walker that had slumped over.

"It didn't die when I shot it in the back."

Glenn leaned against the side of the white pickup truck, visibly shaken by the ordeal.

"They only die from headshots, and where did you get that gun?"

Homura paused, taking a moment to think over her response. She responded calmly, her tone fitting to to the somber mood.

"I had it with me on my way here. I'm sorry for the trouble I caused. I can leave if desired."

Carl was first to protest.

"NO! Um, she's fine, and we were probably safer out of camp than in it when the walker showed up. We did nothing dangerous, 'promise."

Nodding, Homura walked over to the green picnic table and took a seat. Glenn followed her over and patted her back in an attempt to comfort. She pretended to take it amiably, when in reality it had no effect. She felt disconnected from reality, as the reality of their situation finally sunk in. The world was over, and even if she had defeated Walpurgisnacht, this would still have happened. It made her feel a mixture of relief and sorrow. In some regards, Homura was happy that Madoka had died, she wouldn't have to live through this hell on earth.

It was in this sombering moment that clarity struck the magical girl. She didn't want to go back anymore to save Madoka, and instead, she'd keep moving forwards to the future. Perhaps it was a result of the new system and state of the world, but that tugging of grief on her soul gem wasn't present this time when she thought about abandoning Madoka. Homura didn't want to torture the girl she loved so much by going back in time, only to have her be killed again.

"I'm going to unload the material I brought back with me, I left it on the ground near the entrance when I heard what was happening."

The Grimes family watched the girl with suspicion as she walked towards the edge of the campsite.

The camp gathered around the fire which burned the body of the walker that had taken Shane's life. Homura sat in silence, watching the flames lap up the oxygen and burst into the night air. It was relaxing in a very odd way to watch the sparks flutter out in the air. The smell wasn't good, but it wasn't too bad either.

Shane lay on his back on a blanket near the fire. Everybody was saying their goodbyes to him and then it was Homura's turn. She didn't want to do it. It felt wrong and disingenuous for her to say goodbye when she hadnt't even met him beforehand. Out of respect to the group, she got up and approached the body then kneeled. She closed her eyes, but opened them at the sound of a low growling. Eyes widening, she jumped back in horror at the sight of his jaw grinding and gnawing.

Another shot rang out into the air as Andrea put a bullet into his head. Her sister clung close to her side, obviously not as strong willed. The older blonde woman reached out a hand to help the girl that had fallen to her back, who took the hand and stood up easily. The younger sister was wearing a dolphin necklace, it sparkled in the firelight. It was pretty, in a weird simplistic kind of way.

Amy smiled at the magical girl.

"I heard you shot that walker. I can't help but think of how brave you are, you even managed to walk your way here until getting picked up. I could never imagine being your age and alone in this mess."

Homura let herself crack a smile, it would be good to improve relations.

"Thank you, and I'd never imagine myself in this kind of situation anyway."

The fire resumed, this time with Shane's body too. Lori was sitting next to Carl, an arm wrapped around his shoulder. Homura told herself she wasn't jealous, but that nagging feeling was still making its way into the back of her brain. She wished her parents were back, even if they were horrible before all of this happened.

Homura was tired, she wanted to sleep. As she got up to excuse herself, Dale broke the silence.

"We should get moving, every walker in the area probably heard us, anybody have a suggestion?"

The father of the morales father had a suggestion, he voiced it carefully.

"Maybe up north? What if the walkers were a lot slower in the cold."

That's where Homura wanted to go. She had been thinking about her next course of action, and that was to try and find safety somewhere, a permanent location. If they could find an area up north that was safe, and not densely populated, they'd probably be fine for a while.

"I agree."

Multiple agreements and nods of the head followed. A few disagreed, namely Jacqui, Carol and her husband and jim. They came to the agreement that they'd split up the supplies for the other group that wanted to stay in the area. It took a while to pack up everything, but with the two new members, it was a bit faster than it would have been. Rick was a bit surprised at Homura's strength, but she played it off as the pallet of canned tuna being lighter than it appeared.

It soon became dawn, and even though they were all exhausted, one of them had to drive. Andrea took the wheel of the rv while Glenn took the transport truck. He was a bit sad about leaving the sports car behind, but he got over it quickly. The rest of the group that decided to leave quickly fell asleep in the moving vehicles as they headed up north to the nearest town.


End file.
